Post-close · Waste & Recycling

Dividend Recapitalization Counsel for Waste & Recycling Acquisitions

Securities and M&A counsel for independent sponsors structuring waste and recycling transactions, from LOI to close to the capital markets that open up afterward.

EV range $12M to $150M EV EBITDA $3M to $25M Audience Independent Sponsor
The deal context

An independent sponsor closing waste and recycling transactions in the $12M to $150M EV range has a defined set of moves at the Dividend Recapitalization stage. Most of them are not in a generic M&A textbook.

The typical waste and recycling platform sits at $12M to $150M EV with EBITDA in the $3M to $25M range. The thesis runs on regional hauler or transfer station consolidation. Permitted volume is the asset, not the trucks. Diligence the permits before the EBITDA.

The moves

How Dividend Recapitalization actually gets structured.

  1. Time the recap when leverage has come down and EBITDA has grown.

  2. Structure the new senior debt with room for ongoing operations and add-ons.

  3. Confirm that the LP waterfall recognizes the distribution as recap, not exit.

  4. Coordinate tax treatment of the distribution with the LPs in advance.

  5. In waste and recycling, layer in permit transfer applications filed before LOI signing as part of the Dividend Recapitalization workstream.

The common mistake

Recapping too early. Lenders price it; LPs feel it; the next deal cost goes up.

Jason's take
"Recaps are a tool, not a habit. Use them when the operating story supports them."
Jason Powell · Dividend Recapitalization
Capital after close

The deal is one thing. The capital that opens up after close is another.

The capital that opens up post-close, from refinancing to growth equity to strategic exit, runs through a small set of Wall Street relationships. That network is built in.

MONTH 18
Senior refi
MONTH 24
Dividend recap
MONTH 36
Growth equity
YEAR 4–5
Strategic exit
ENGAGE THE PRACTICE

Dividend Recapitalization for Waste & Recycling, on independent sponsor terms.

Independent sponsor counsel that already speaks fluent deal-by-deal economics, structures clean LPAs, and travels with capital markets relationships for what comes after close.